Ultimate Genesis X Men
by Mimick
Summary: An ultimatization of the X-Men done in a way that's never been tried before.
1. Chapter 1: They call him the Red Skull

Ultimate Genesis X-Men #1

Written By Mick Edwards

"They call him, the Red Skull"

A hirsute man stood on the balcony of the Xavier Academy for the Gifted. His long sideburns trailed down to his chin and his hair was shaped like wolf ears. A cigar was in his mouth, and he was puffing away at it. In came a black man with an eye patch over his right eye; on his shirt lapel was a logo of a black hawk inside of blue circle, and beneath that circle spelled out S.H.I.E.L.D.

(*Strategic Hazard Intervention Espionage Logistics Doctorate, -Mick)

"Well?" asked the black man, as he leaned on the railing. "Is everything ready, Logan?"

The man called Logan took the cigar out of his mouth, and blew a ring of smoke in the air; he then looked at the man standing next to him and put out his cigar on the railing.

"The kids are good, Fury; but the real test will be in the field."

"I understand," said Fury; he placed a hand on Logan's shoulder. "You still thinking of Yukio?"

"No, she chose her path; she didn't want to be stuck in the middle of this."

"I'm sorry, Logan."

"Me too," said Logan; he turned from the open view of the lawn, and walked into the house.

Below ground was the training center for the gifted students chosen for the joint operations special task force dubbed X-MEN. Several of the students were training with the head instructor and owner of the mansion; Professor Charles Francis Xavier watching them. He pressed the intercom button so that his students may hear his voice, rather than project his thoughts to them because he respected their privacy.

"All right, students; if you would line up."

One by one they lined up with their hands behind their back; Logan walked in through the entry way while Fury came into the observation room with Professor Xavier, and took a seat.

"So, which ones do you think will excel?"

"I pray that all of them do," said Professor Xavier; a look of conflicted feelings.

Fury noticed this, and stood up; came up right beside Professor Xavier, and looked him in the eyes. Crystal blue like an ocean; they stared back with passion and great intelligence, while Fury's was black and cold like coal.

"You are doing the right thing; believe that."

Professor Xavier nodded, but his attention remained on Logan and the students.

Logan gave all of them his attention, and then made his way to the center of the training room; a large featureless room with modularized testing systems designed to help hone mutants powers. Some of the testing systems involved complex survival training; others involved control and finesse. Logan eyed them; all ten of the students.

"The five who pass this test will become X-Men, the five that don't will dismissed back into the outreach program designed by the Professor."

The ten mutants nodded, and Logan cracked his neck; then his knuckles.

"Begin!"

A crimson energy beam hit him in the chest and he was blown backwards toward the far wall, but he used his above human agility to flip off and come at the teenager who fired the energy blast; however, he was tackled by an apish looking student with dark hair and big hands and feet. He tussled with the kid before knocking him aside when his sense of hearing picked up the sounds of foot steps; he spun around, his fist barely four inches away from a girl with a white skunk-like streak in her auburn hair. She made contact with him by touching his fist and absorbed his powers; he could feel himself becoming weakened, but she managed to cut off the drain. Within seconds he recovered and found himself staring at her as she sported bone claws.

"Mine are adamantium, kid."

"I know, honey; doesn't make me any less dangerous..."

"We'll see," said Logan; a smile crossed his face.

Flames licked at Logan's feet and he saw the other female amongst the group who had dyed red hair was raising the temperature. He ran toward the spunky southern girl and slashed her baggy shirt revealing some of her skin; traces of blood dripped down, but further bleeding was halted by her copied healing factor. She came at him; leaped in the air and slashed his shoulders, as she struck bone, her bone claws broke and when she landed on her feet she was shocked by the broken state of her bone claws.

Logan wiped a bit of the blood from his shoulders and then turned to her when the flames caused his shirt to ignite. He took it off, and tossed it to the floor.

"Playing it rough, eh?" asked Logan; brandishing all six of his claws. "Come get some!"

This time the attacks became more coordinated with the teenager with a visor keeping Logan pinned with his optic beams; he saw the last girl in the group who was a dual psionic concentrating and he noticed none of them were speaking, so he figured they were communicating some other way. He put his claws in front of him; letting them take the brunt of the optic beams and began to push forward. The apish student kicked Logan in the back and he caught the full brunt of the crimson beam sending him into the far wall again. The heat from the dyed red head caused Logan's skin to turn red, and he roared as his healing factor did its best to keep up with the damage.

The auburn haired girl snuck behind Logan using his own powers and skills and grabbed onto him leeching more of his strength, but this time he resisted and tossed her into the apish looking student knocking them both down and out for the moment. He used the others concern for their teammates to take out the dyed red head with a kick, and then a blonde haired, blued eyed, winged student flew by and grabbed Logan tossing him into another optic beam that sent him flying. He was caught by the real red head's telekinesis and slammed into the wall several times before being thrown at the resident moisture manipulator who created a thick wall of ice for Logan to hit. Logan shrugged off the cold and got up; he looked at the four when his sense of smell picked up the fifth one. A smell of brimstone and sulfur and he was kicked in the face, and then punched in the stomach; the attacks randomized until Logan was on his knees. He concentrated using all five of his superhuman senses and when the demon looking kid appeared again, he caught him by the throat, his claws retracted.

"Good job, kid."

"I did; that is good."

"Lesson's over, we'll make our decision shortly."

"Are we dismissed, sir?" asked the auburn haired boy with a visor on his face.

"Yes, go hit the showers and then meet us in the war room; all of you."

The students left, some of them holding their heads low; Logan looked up at the observation room and saw Professor Xavier look back at him, as well as Fury.

A map was laid upon a white table bearing the swastika symbol and four men stood looking over it; they each looked at each other and then the man in the shadows who smoked a Cuban cigar. He moved closer to let the blood red color of his nearly skinless skull act as a force for intimidation.

"We have begun the operations, as you have commanded."

_Good, and have you managed to find Weapon X?_

"No sir, not yet."

The Red Skull looked at his subordinate with his glowing irises, and spoke without a single word uttered, but they could hear him in their minds.

_Find him, or I will kill you myself..._

The subordinate saluted the Red Skull and then left; the Red Skull turned to his other officers and nodded his head for them to continue.

Logan walked into the observation room and saw Professor Xavier pressing his index fingers to his lips; he turned and leaned gently against the control panel while Fury crossed his arms. The missing chunks of flesh on Logan's body was swiftly replaced by new skin and hair before he stopped near the two men. He took the offered cigar from Fury and let him light it; then took a smooth drag on it.

"They're good," he said; taking the cigar from his lips. "Warren hesitated through out, and so did Bobby."

"Agreed," said Professor Xavier; a thoughtful look on his face. "I could sense that Warren's heart wasn't in this; Bobby on the other hand was having a lack of confidence issues until Scott nudged him."

"You mean the one with the optical energy projection right?" asked Fury.

"Yes," said Professor Xavier; turning to Fury. "In fact, Scott was the one who was coordinating that last assault and using Jean to relay his commands."

"Logan?" asked Fury. "What's your opinion?"

"The kid has brass, and he never let up on me; he's got instincts, just like his old man."

"I'm in agreement with what I saw," said Fury; he rubbed his chin. "I'd like Anna to be the second to join."

"Why?" asked Professor Xavier; visibly confused. "You know the lethality of her powers."

"Yes, but she has gained control of them."

"A degree of finesse and control; yes, but only through psychiatric therapy and training," said Professor Xavier with a more aggressive tone. "Any sudden trauma could set her back."

"I'm well aware of the risks, Professor."

"Anna's a tough girl, Professor; anyone that can have my thoughts running around inside her would have to be."

Professor Xavier lowered his head, "Who else?"

"Since you mentioned Jean worked in tandem with Scott, I say her."

Fury gave a slow nod, "If they have a rapport, she maybe more comfortable around him."

"Her powers have been growing rather quickly; I would like more time to examine her progress," said Professor Xavier.

"Has she had an incidents since six years ago?" asked Fury.

"No, but..."

"Then I don't see a problem."

"Me neither," said Logan.

"I think putting her and Anna on the team make for a potentially dangerous gambit; we will need to keep them under close observation."

"That's why Logan will be on the team," said Fury; pointing to Logan.

"What? Me babysitting a bunch of kids?" asked Logan; he shook his head. "No way."

"You've helped in their training, and they all have a rapport with you, man."

"Fury is right; I have...sensed the impression that the students find you more approachable than me, or my daughter Tessa."

Logan took another drag on his cigar and looked at the floor for a moment before looking back Professor Xavier and Fury.

"I don't have a lot of choice do I?"

"I can always order you; since you are a SHIELD employee and thereby answerable to me."

"Yeah, fuck you too, Fury."

Fury laughed, "Well, that makes four; two more is needed."

"Kurt," said Professor Xavier; as he eyed Logan and then Fury. "He'd provide moral support for Anna and his teleporation abilities have grown considerably."

"That I can't refute," said Logan; flicking the ashes of his cigar on the floor. "He gets trickier all the time."

"All right; the last spot I think should go to Bobby."

"Iceman?" asked Logan.

"I can't believe he calls himself that," said Professor Xavier. "We haven't even selected codenames for them yet."

"He's only fifteen; some of the others are older, yet even they don't act so immature."

"Not to get away from the point fellas, I think his moisture manipulation abilities will help a lot in situations were the team are overwhelmed."

"Unless we are in the Sierra Desert, of course."

Fury glared at Logan, "Funny; but the point being is his power has a lot of uses."

"Agreed," said Professor Xavier; clasping his hands together. "Shall we give them their uniforms."

"What uniforms?" asked Fury

Both he and Logan looked at Professor Xavier who pulled a black uniform with X's on it off the desk nearby.

"What is that supposed to be?" asked Logan. "A gimp suit?"

"No, it is protective gear designed by my daughter Tessa," said Professor Xavier; he handed it to Logan. "It's an improved design of the Kevlar flexweave that SHIELD just issued."

Logan looked it over and noticed the slits in the gloves, "I take it those are room for my claws?"

"Yes," said Professor Xavier; a smile forming on his face. "All of the suits were specially designed to each one of you."

"But, you didn't know who was going to be picked for the team?" asked Fury.

"I know," said Professor Xavier. "I was hoping for the best."

Nearly two hours later the students were gathered in the War Room when Professor Xavier walked in with Logan and Fury; Logan was wearing the black uniform, which fit quite comfortably. It showed his bare arms from just above the wrists up past his elbows.

"So," asked Anna; looking to Professor Xavier, Logan, and Fury. "Who gets picked?"

"When we call your name, step up and receive your uniform and your codename."

The students put their hands behind their back and stood at attention; Fury held out a uniform as Professor Xavier called the first student.

"Scott Summers," he said.

Scott walked up and took his uniform; he looked at Professor Xavier behind his ruby quartz glasses.

"You will be called Cyclops; do not think of it an insult, but a testament to your focus."

Scott nodded, and stepped to the other side of Logan. Fury grabbed another uniform from Professor Xavier and held it out while Professor Xavier called out another name.

"Jean Grey."

She walked up and snatched the uniform with her telekinesis; Professor Xavier and her stared at one another, seemingly having a mind to mind chat, and then he smiled. She then took her place next to Scott who was on the other side of Logan.

"Anna," he said.

She walked up and took her uniform; a big, wide grin on her face. Professor Xavier returned the smile.

"You have always been the Rogue around here, so it is more than fitting you should keep that name."

"Thanks Professor; you're a sweat heart!"

"Kurt," he said; after Anna took her place next to Jean who was next to Scott who stood on the other side of Logan.

Kurt teleported up and snatched his uniform with his tail; he then bent down and crossed his heart as he said a prayer to god.

"Thank you, Professor, this; this means so much to me."

"I know son; your life will never go back to what it was, I promise you."

Kurt nodded, then teleported over by the others. Professor Xavier looked at the six remaining before his eyes fell on Bobby; he frowned as he sensed what Bobby was planning.

"Don't Bobby, now is not the time."

"Hunh?" asked Bobby; a confused look on his face. "I was just..."

"Just come up here," he said; Bobby complied and took his uniform.

"Since you have taken to call yourself Iceman, I will not dissuade you from calling yourself that."

"Awesome!"

"Get over here freezer burn," said Scott.

"Up yours Al Gore."

"Very funny..."

"I know," said Bobby; a huge grin formed on his face. "But, you have to admit you have quite a stick up your..."

"BOBBY!"

"What?"

"That is enough!" said Professor Xavier.

"Nice going icebox," said Scott.

"Whatever teacher's pet."

Professor Xavier called everyone's attention and then everyone became quiet as he spoke while Fury stood over to the side as he explained what came next. He looked to the six who would be X-Men.

"The six you see here will become X-Men, and they will go out into the world to make a difference; not just for themselves, but for humans and mutants alike."

Professor Xavier then turned to the ones who didn't make it, and he lowered his eyes.

"The five of you who didn't make it will continue your studies here and then my outreach program will help you reintegrate with society; from there you will be on your own."

Logan walked away from the other X-Men and looked at the ones who didn't make it, and he put his hands behind his back.

"Some of you didn't have your heart set for this; that would have cost you your lives, and the lives of your friends," he said. "Others hesitated and that can't happen in battle; because that will cost lives as well."

The dyed red head looked at her feet and felt ashamed; Logan walked over to her and raised her chin up.

"Compassion will be used against you by those who seek to harm you; this world is a dangerous place, so I hope as you embark on your journey that you remember you always have a family here."

Tears flowed from the dyed red head's eyes and she hugged Logan; he rubbed her back and then shook the hand of the other students who didn't make it.

**X-Play: **_Yes, I know; another Ultimate X-Men revamp and you are tired of me doing it. This time I'm doing it just for fun, and I'm not going to worry about my mistakes too much. This revamp will feature fresh; new ideas that I've come up with myself. So, if you are reading this, I hope you enjoy it. _

_8/16/09_

_-Mick_


	2. Chapter 2: Red Skull Rising Part 1

Ultimate Genesis X-Men #2

"Red Skull Rising Part 1"

Written By Mimick

**Recap: **_Professor Charles Xavier, General Nicholas Fury, and Special Agent Logan of SHIELD heralded the drafting of several of Xavier's students into a project called X-MEN. Its mission is to protect the American front from global terrorist factions including mutant supremacists factions._

Barrels and barrels of green canisters were wheeled onto a freighter marked the lucky rose. Several of the work crew kept an eye peeled for any one who poked their nose into what they were doing, but so far – everything was going as planned.

Inside of the private quarters of the captain, a private debate was going on. One that could only be accomplished by minds more powerful than any other. Alban could hear his masters words as if he were standing before him. The whole room seemed to melt away before the facade of what his master wished in Alban's mind.

«_How does the mission proceed_?»

«_It goes smoothly master_.»

«_Good, I expect another report within the next twelve hours._»

«_As you wish, my master._»

Alban blinked, the psionic projection of a well furnished room with his master sitting upon a gold throne with a swatiska and women scantily clad around him melted away just as quickly as it had appeared. He returned to his station to see to the delivery.

-x-

Logan was in the gym doing knuckle push-ups, and he found himself in company with Anna on the opposite side of him. She was performing his routine, exactly like he did it. Though, she was having a difficult time due to not having his conditioning. She, nevertheless kept pushing herself.

A smile formed on Logan's face. He admired her tenacity, and switched to one handed knuckled push-ups.

"No fair!"

"Hey, this is my exercise time, doll."

"The name's not doll, it's Anna."

Logan smile widened, and he positioned all of his weight on a single finger with his feet pointing straight up.

"NO WAY!"

"D-don't try that," said Logan, before he eased himself back down. "It takes a lot of upper-body strength, which you don't have."

"I might not, suger – but I got a better weapon than muscles."

"_Right_."

"Did anyone ever tell you're sexist?" she asked with a hint of a smile.

"No, Anna – too many of them had a smile on their faces after I--"

"Too MUCH information!"

Logan laughed, and stood up. He helped Anna up, as she wore her usual attire. A shirt with average length sleeves. Some biker gloves, and sweat pants. Despite the considerable control she had compared to what she used to have. She still seemed to hold back on showing more of her body.

Logan didn't see any reason to say anything. It wasn't his body, or his curse that he had to deal with. So, he left her alone. She smiled at him, as he patted her on the shoulder. He then left to go work out in the danger room.

**-**x-

Kurt was in the library reading a good book – it was titled the Keeper of the Veil, a story about knight who was entrusted with his lady's veil as he was sent off to war in a far away land. Kurt found he couldn't put the book down. Professor Xavier came in, and pulled a book from the shelves. It was the theories of modern marvels by Nathan Essex. Written over a century ago. He opened it up to a page marked by a book mark, and found himself a seat.

Kurt looked to Professor Xavier, and smiled.

"Good Morning, Professor."

"Ah, good morning to you as well, Kurt."

"Nothing is like the company of a good, yes?"

"Indeed."

Kurt closed his book after making sure the book mark was in place.

"Professor..."

"Yes, Kurt?"

"There is something – something that I have been troubled by."

"What is that?"

"My mother..."

"I see."

"You think she misses me and Anna?"

Professor Xavier closed his book after replacing his bookmark.

"I knew your mother, and she loved the both of you more than either of you will ever know."

"Yes."

"And saying in saying that, Kurt, I know she misses you dearly."

"Thank you, Professor."

Kurt smiled, and stood. He gave a curt bow, and departed from the library. Professor Xavier steepled his fingers, and stared ahead with his book in his lap before he re-opened his book, and continued from where he left off.

-x-

"That's it icicle, you're toast!"

Cyclops fired an optic beam, high and wide. It pulverized the kneecaps of the large ice golem Iceman created, but several more appeared – this time emitting projectles that smacked Cyclops from all sides. Jean chuckled, and watched from her view in the monitor room. A hand beside the keyboard, which keystrokes were made by invisible hands.

«_Hello, Logan – and you can stop wondering looking at my panties._»

"Do you always have to do the jedi mind trick?" he asked.

«_I'm a telepath – thoughts and words are as one. Didn't you read the Professor's novel hearts and minds, the guide to understanding telepaths?_»

"No, can't say I did."

"Pity, it was a small print run, but essential reading for getting to know about us."

"I like to think I know all there is to know...about you."

"Yeah, like what?"

"You had a pastrami sandwich for lunch, you're wearing pink lace underwear, and Euphoria perfume."

"Super-senses, which equate cheating."

"So?" he said.

"You don't know the real me – not like Scott does."

"Him?" said Logan, as he looked down at Scott. "What's so special about him?"

"The fact you don't know shows you don't know much about women."

"Whatever," he said, and walked to the other seat where he could watch Cyclops and Iceman's performance.

A sheet of ice briefly covered the mirror, but Jean agitated the water molecules making it melt away just as a bright crimson flash denoted Iceman's defeat.

"Wow," said Logan, as he stood up. "Kid's good."

"Yup."

"We'll see just how good he is when he faces real pressure."

¯Attention: Black Alert has been activated, X-Men report to hanger deck¯ Attention: Black Alert has been activated, X-Men report to hanger deck. ¯

Logan and Jean rushed from their seats and out the door. From their they made it to the locker room where their costumes were. Anna and Kurt were inside and almost finished changing. While Cyclops and Iceman immediately headed for the hanger deck.

-x-

Gun fire – it could be heard all over the dock between the lucky rose's crew, and the FBI agents and NewYork's finest. A man sporting a blue speedo walked out onto the deck, and he had a empty vial in his hands. His skin turned green, and scaly. His muscles expanded, and he gained seven hundred and fifty pounds of mass. He leaped in the air, and came down roaring at the authorities, and they directed their fire on him.

"You Americans, and your little guns – no wonder the world hates you so."

The authorities scattered as the jade behomath picked up one of the swat vans, and tossed it like it was a mere toy. A swat officer with a rocket launcher fired a rocket into the jade behomath, but he was merely staggered by the impact. Not a single sign of injury was present on his chest.

"That is all you have?" he asked. "Bring me your best, and I shall crush them all!"

"You asked for it, bub!"

The jade behomath looked up, and a hirsute man landed ontop of him driving six metal claws into his shoulders. He appeared as from thin air, but the jade behomath had smelled brimstone before impact.

He screamed, as the pain was tremondous.

He yanked the hirsute man off, and tossed him into one of the squad cars – the hirsute man's body made a deep impact in the door, and almost caved it in.

"You will pay for that American!"

"I'm not American, pal – I'm Canadian!"

The jade behomath paused, confused, and then he squatted down at the hirsute man who was stuck in the car's frame. A stench of brimstone made him turn around, and then he looked back again. The hirsute man was gone.

He looked around, and then he felt pain in his back. He turned, and the stench of brimstone was present again. Again and again he could smell brimstone. Finally, he struck the ground, and the impact sent a demon-looking male and the hirsute man crashing onto the dock. The jade behomath walked toward them, and smiled.

"A Canadian fool helping the American scum, and who is this demon?"

The hirsute man spit in the jade behomath's face after he was picked up. "I'm no fool, I'm the Wolverine."

"No," said the jade behomath, as he wiped the spit from his face. "You're DEAD!"

A crimson energy beam struck the jade behomath and he was thrown off balance. Another beam sent him flying into the lucky rose where he made a great impression. The hirsute man helped the demon up, and they looked to the man with visor.

"Hey one-eye, about time."

"Zip it," said Cyclops, as he fired another beam at the jade behomath who was trying to come down on them from above.

The beam sent the jade behomath spinning end over end until he fell through the deck of the lucky rose.

"What an Abomination," said Rogue, as she looked at the injured and dead police officers and FBI agents. "Why would some one do this?"

Wolverine remained silent until the ground started shaking. He focused his hearing so he could tell where the jade behomath would pop up next.

"Over there," he said. "He's going to try and ambush us!"

"Iceman?" asked Cyclops.

"On it, stiff lip!"

As soon as the jade behomath popped up, he was frozen solid in a large casing of ice until his very body was cooled down to the point he was in stasis. Wolverine walked up to him with Rogue beside him, and she started to touch the ice, but Wolverine grabbed her hand.

"Don't, we don't know what his powers would do to you."

"I can't absorb his powers through the ice," she said, and a smile formed on her face.

"Smartass."

He let go, and she touched it. She closed her eyes, and concentrated and then a moment later opened them.

"What was that about?"

"I wanted to try something, but as I figured – it doesn't work when something is blocking the process."

"Hrm..."

"Don't worry, I wouldn't have absorbed him."

She noticed his look of disbelief and smiled.

"I can skirt people's thoughts with a touch if I choose to, but it requires concentration."

"Like Jean?"

"No, not like Jean."

Wolverine folded his arms over his chest. "Then how?"

"I can't describe it..."

"'Sides, it's all moot now."

Wolverine watched her walk off to aid Kurt in subduing the terrorists that had abandoned the sinking lucky rose while Jean was dismantling the ship, and making sure it didn't damage the harbor's ecosphere. Iceman stood next to Cyclops, and he tapped the auburn haired military brat on the shoulder.

"Hey," he said.

"Yeah?"

"Do you think all battles will be this easy?"

"My father had a saying – don't pull the cart before the horse."

"Hunh?"

Cyclops walked past him toward the black jet that was nearby. Iceman scratched his head, and then looked at Rogue. A smile formed on his face, as he checked her out.

But, he was distracted when Wolverine called him to help out. Nightcrawler was standing next to Rogue, and he helped her pull up Alban, and they noticed he had a swatiska tattoo on his arm along with a skull above it.

"What is this?" asked Nightcrawler.

"I don't know," said Rogue.

She touched the man's temple, and skirted through his thoughts. A haunting image entered her mind, and she pulled away – scared by what she saw.

"We're in trouble," she said.

"Why?"

"He's comin' and it isn't going to be no small invasion."

Nightcrawler's eyes widened, and then they were joined the others, as the authorties took over the clean up.

_NEXT ISSUE: Red Skull Rising Part 2_


	3. Chapter 3: Red Skull Rising Part 2

Ultimate Genesis X-Men #3

"Red Skull Rising Part 2"

Written By Mimick

**Recap: **_Professor Charles Xavier, General Nicholas Fury, and Special Agent Logan of SHIELD heralded the drafting of several of Xavier's students into a project called X-MEN. Its mission is to protect the American front from global terrorist factions including mutant supremacist based terrorism. In their first mission they stopped a ship full of terrorists from depositing their contents, but what was inside is unknown. Rogue had touched the Captain, and gained a glimpse of the man who was behind the whole scheme...the Red Skull._

All Anna could see was the red skinless face. She didn't know if the red color was blood, or if it was the effect of some skin diesase, or a condition of his birth. All she knew was that his voice haunted her dreams. She couldn't sleep without waking up several times at night frightened for her life. She clenched her pillow tightly.

The door opened, and Kurt walked in, a look of concern on his face. He took a seat beside her with a glass of milk in hand, and she sat up in bed after he shook her awake.

"I heard you cry out – are you okay?" he asked.

"Yeah, I'm fine – just rattled."

Kurt handed her the milk, and she took a sip. She noticed the hint of mint flavor to it. She smiled as she looked at her brother. Her half brother.

"Thanks, Kurt."

"I do my best to take care of you, my sister."

"I know, and I appreciate it a whole lot."

"You should tell me what troubles you, and maybe it will help you sleep better."

Anna ran a hand through her auburn hair with it's skunk-like white streak, and looked away from her brother.

"They're like dreams, but all too real."

"What do you see?" asked Kurt.

"A man, or I think it's a man."

"Can you describe him?"

Anna stared at the picture of Kurt and her's mom. And Kurt noticed she seemed almost mesmerized.

"Anna?"

"Hunh?"

"Can you describe this person?"

"No," she said. "I just see a skull – a red skull."

Kurt had a contemplative look on his face, as he wondered how his sister had such a grotesque vision in her mind. He placed a hand on her shoulder.

"Try to sleep, and in the morning – we will talk with the professor, yes?"

"Yeah."

-x-

Jean stood in the danger room holding up fifty-eight tons with her mind. In the control room, Professor Xavier, and his daughter Tessa monitored the results and the flow of psionic energy she was projecting from her mind. Tessa looked at Professor Xavier, and turned in her seat.

"These tasks are becoming simpler and simpler for her."

"I know, Tessa."

"It will become more difficult to creat-"

"I know."

"What will we do about it?"

"We'll cross that bridge when we come to it."

Jean levitated herself up along with the fifty-eight tons of weight, and floated around the room. She then set it down, and the weight separated into several modules that were pulled into the wall by retractable arms.

"How did I do?"

"Good..."

"Very well."

"Yes."

"Which is it Tessa, Professor?" she asked.

"You did very well, Jean – please come up to my office later so we can discuss the results."

"Yes, professor."

After Jean left the danger room, Tessa typed a few commands, which brought up all of the data gathered by the sensors in the danger room. Professor Xavier and her looked at the psycho-kinetic meter, and their eyes widened. A look of fear, and then concern formed on their faces.

"She truly is beyond anything I have ever witnessed before."

"Her telekinesis eclipses your telepathy."

"Yes."

"I would hate to think what would happen – if she ended up on the enemies side."

Professor Xavier turned to his daughter, and then he looked back at the readings. He steepled his hands in front of himself as he considered the danger of such a posed thought.

"The world would be in grave danger."

-x-

The brunette pulled on his hair, and came up and down, up and down; Logan moaned as he enjoyed how rough they were playing. She clawed his skin, and his healing factor immediately made the scratches vanish. He continued to thrust until they both were finished. She got off, and laid on her back for a few moments. Logan looked up at the ceiling, and reached over grabbing a cigar from his pants pocket.

He lit it up, and took a few drags. The woman kissed him on the cheek, and went into the bath room. After the battle with Blonsky, and the cargo smugglers, Logan decided to have a break from the team, and the mansion. He came to this truck stop miles away where a beautiful brunette trucker, and him found this hotel room to enjoy each other's company. As he took another drag on his cigar, he picked up the smell of gun powder, which he almost didn't detect due to the cigar smoke. He heard noises, load foot falls outside of the room, and he climbed out of the bed hastily, and slipped his pants back on. By the time he latched his belt, they stormed in, and he popped his claws.

The first two soldiers wearing the heavy combat armor took Logan's claws right between the eyes. The second two behind them had their guts ripped out, and displayed on the floor. The rest backed away, and Logan felt the ground shake. He started to walk outside when the brunette came out and shot him in the neck with tranquilizer. He stumbled outside, and an enormous gloved fist dropped down on him, smashing him into the concrete. There he lie unconscious, and possibly half-dead until his healing factor could repair the injuries.

An image of a man with skinless Red Skull appeared before the men gathered around Logan. He looked around, and then a thought was transmitted amongst his men.

_Bind him good, then bring him back to the Lebensraum._

The soldiers picked Logan's hands up, and securely bound him. Then brought him aboard an airship with a switska symbol on it.

-x-

Scott stood in the library reading the Tao of Jeet Kune Do, and found himself unable to put the book down. The philosophical quotes appealed to him, and so did the anacedotes on martial arts that Bruce Lee had. When Jean walked on, he immediately sat the book down, and looked at her. Despite the reddish tint of his glasses, Jean could sense the love, and warmth of his thoughts. She grabbed his hand, and held it.

"How did you do?" he asked, a sly smile on his face, for which he kissed her hand before she could answer.

"Great, I never felt so...so alive."

"That's wonderful, Jean."

"What are you thinking, Scott?" she asked a bemused look on her face. "I sense you are hiding something from me."

Scott chuckled, and lowered his head. He then ran a hand across her face, and she embraced it. Kissing his hand lightly.

"It's all in due time."

"All right."

They only sat there for a moment when a mischievous look appeared on Jean's face, she grabbed Scott's arm, and pulled him up from the sofa he was sitting in. Then led him outside. He wondered what she was planning, but he didn't have to for long, as she stopped, and then came up behind him. He smiled, as she wrapped her arms around his slim waist.

"Close your eyes."

"Why?" he asked, and looked at her. "What are you planning Jean?"

"Just trust me."

He did as she asked, but it was with some reluctance, and soon they were hovering high in the air. She removed his glasses, which startled Scott.

"Jean, what are you doing?" he said with fear in his voice. "Give me back my glasses, I could--"

"Shhh, just trust me."

Scott found it difficult, but out all of the students – he knew Jean the longest. He had loved her since he first met her, and he was willing to do anything for her. This, however, was the strongest test of his devotion to her. For they had been dating for only a year now, but they had been friends for longer. Still, he sighed, and realized that she had never ever gave him a reason not to trust her. Then when he felt her press against his cheek, and she whispered softly in his ear to open his eyes. He did so, hesitantly. And before him stood the most marvelous sight. Not the sight of red tinted skies, and a red sun, but a yellow sun, and blue clear skies that he had not seen since his mutant powers emerged during his twelfth year. And since then he has longed to remember what the skies and the sun looked like – to see his loved ones without the tint of red. Jean leaned to his ear, and whispered again:

"Do you want to see me?"

"Y-yes."

She grabbed his hands, and turned him softly with her telekinesis so that he could see her without the red tint of his visor, or shades. A single stray tear flowed down his left eye, and Jean pulled him close for a kiss.

There they embraced one another. Scott then grabbed his glasses from Jean's jacket pocket and slipped them back on. Before he could utter a word, they felt the presence of the Professor in their minds.

_X-Men, to the war room, quickly!_

"Let's go back," said Scott, as he held Jean close.

She nodded, and used her telekinesis to levitate them back to the mansion – the sun was merely a backdrop to the two lovers as they returned home.

-x-

Logan screamed in pain as they tortured him, and thrashed wildly. Despite his great healing ability he was not immune to pain. Each and every injury he received, he felt every ounce of the pain. It was both a blessing and a curse. His mind would shut down at times to presevere his sanity when the pain was too much to bare. That is when the animal when come loose. The berserker that lashed out at everything, and only lived by the thought of survival. By the seventh hour of this grueling torture, Logan was nothing more than a drooling, berserker. His higher brain functions had shut down, and he made every attempt to break free.

One man stood back, his torturer. His name was shrouded in mystery, but the crossbones on his ghoulish mask gave Logan something to fixate on in his beastial state.

"What's a matter critter, can't take the heat?" he said as he stock the cattle prod to Logan again.

Logan jerked, and spasmed, the pain so excruicating that he fainted. The black burns were healing over, but due to the nonstop torture, it would take time. The Red Skull walked and and he looked at Logan, the sight of the burns and bruises made his eyes glow, but whether it was from satisifaction, or not was unknown. He turned to his right, and projected his thoughts.

_Good job, Brock. His healing factor is taxed for now, but in the morning we can begin again._

"I gotcha boss."

_Leave us._

Brock walked out the way the Red Skull came in, which was a doorway leading into a myrid of tunnels. When he was nothing, but a distant shadow. The Red Skull took a few steps closer to Logan, and his eyes glowed. The telepathic energies pierced Logan's mind.

_Now, animal – let us have a conversation..._

_NEXT ISSUE: Red Skull Rising Conclusion_

_**XAVIER PROTOCOL's:**__Long time since the last update, I know. I've been busy with other writings, and I've had some ups and downs of late. But, I'm going to try and regularly post some more Ultimate Genesis X-Men and Ultimate Genesis Spider-Man. Next issue, be prepared for a big surprise. See you in thirty days!_

_-Mick_


	4. Chapter 4: Red Skull Rising Conclusion

Ultimate Genesis X-Men #4

"Red Skull Rising Conclusion"

Written By Mick Edwards

**RECAP: **_Professor Charles Xavier, General Nicholas Fury, and Special Agent Logan of SHIELD heralded the drafting of several of Xavier's students into a project called X-MEN. Its mission is to protect the American front from global terrorist factions including mutant supremacist based terrorism. In their first mission they stopped a ship full of terrorists from depositing their contents, but what was inside is unknown. Rogue had touched the Captain, and gained a glimpse of the man who was behind the whole scheme...the Red Skull._

Anna was the first to arrive wearing a navy blue shirt that left her midriff exposed, and tight black jeans. She wore sneakers, and had the fingerless gloves that she tended to sport on. She ran a hand through her auburn hair with its skunk-like white streak. Next to her sat Kurt in his white dress shirt, cargo pants, and sandals. He leaned on the head of the chair delicately balancing his weight. Professor Xavier was at the front of the table with his daughter Tessa sitting next to him. The Professor wore his usual assortment of matching suits and ties. This particular pair consisted of a blue jacket, white shirt, and gray dress pants. While Tessa wore a white pantsuit with matching blazer. She was running a small lap top computer and her eyes were concealed by a pair of shades she wore. No one during the time they have known her knew why she wore them.

Professor Xavier tapped a few keys just as Scott and Jean walked in and took their seats. A holographic projection showed up above the table. Professor Xavier leaned back in the chair, and looked to his X-Men.

"From details procured from the captured terrorists, we have discovered that a militant organization is rising up in the borders of Russia, and it's allied neighbors." He pressed another button, and a figure appeared. A figure with a skinless blood red skull. Anna gasped. "This is the Red Skull, we do not know who he is, or where he comes from – but we do know he has followers particularly in western parts of Germany, Moscow, and several other areas."

"He's not particular who he recruits?" asked Scott, as he turned to the Professor.

"So far, no, but we have managed to find out that he seems to value those with Anti-American sentiment over those who are neutral."

"That could serve as a way in, yes?" asked Kurt, his tail wagging back and forth.

"I'm not so sure," said Professor Xavier as his brow furrowed. "He has no known mutant members among his followers. He seems to use genetic super soldiers for his dirty work."

Scott's face became rigid. He looked at the others then Professor Xavier: "What isn't Colonel Fury telling us?"

Jean rubbed her head, and then Bobby walked in and sat in his seat. He leaned back placing his feet on the table. Popping chewing gum in his mouth. Professor Xavier looked at him with a hard look, and motioned for him to bring his feet down. So, he did, but continued to pop his gum.

"How was your vacation, icebox?" asked Scott.

"Fine, got to see some pretty babes!" he said, and winked at Jean.

Professor Xavier cleared his throat: "Thank you for joining us, Bobby. Now to answer your question, Scott."

Professor Xavier steepled his hands and leaned forward on the table. His facial expression became more serious. He looked at each one of his X-Men.

"I am certain there is a lot he is not telling us, but for now we will focus on keeping to good politics."

Scott gave a slow nod. Bobby created an ice sculpture which showed him flashing Jean. Scott slapped him in the back of the head, and Bobby looked at him with a bewildered look.

"What was that for?"

"For being a jackass."

"Says you," said Bobby, as he turned to Scott. "I've been gone a week, and you are still the same asshole you have always been."

Professor Xavier rubbed his temples, as the two bickered, and Tessa turned to them. She raised her voice gathering their attention:

"ENOUGH!"

Both boys looked at her, and then lowered their heads. Tessa crossed her legs, and raised an eyebrow.

"Both of you know better, so act your age – not your shoe size."

Bobby covered his mouth to keep from laughing, and Tessa smiled. She then went back to what she was doing. Professor Xavier sat back in the chair, and nodded his head, and then stood up.

"Well, if we are finished with the jocularity," he said. "I have classes to teach."

"Professor," said Anna. A worried look was on her face. "Where's Logan."

Professor Xavier appeared perplexed, as he himself had no idea where Logan was. He checked the computer records, none of them listed Logan as coming back last night. He turned to Tessa, and she ran a check on the SHIELD network. After several minutes she looked up, her eyes concealed by her shades, but already Professor Xavier could sense her thoughts.

-x-

Pain, it apart of his every waking moment. Each time he tried to take a breath, he would choke and gag on his own blood. He would spit up, and he would look at his tormentor through his one good eye. Brock had done terrible things to him, had pushed his body to the limit, and beyond. His healing factor would work on what it could, and then it would have to divert some focus to healing other injuries thereby slowing down his whole healing process. However, when the respite came – Logan could gain some rest. He would be fed through IV's, and he would be given minimal treatment for his wounds – enough that his healing factor could take care of the rest. Whatever the Red Skull hoped to accomplish hadn't worked so far Logan began to believe. He was still alive, and he was carefully planning his escape. He had already managed to pry his right hand loose enough that he could pull it free. Since it was so dark in the cell they would not notice.

Not until it was too late. After his other eye regenerated, and he could see out of it. He took a taste of the air to try and get his bearings. He could smell nothing, but his own blood and feces. Which meant the room was air tight sealed. When the burn marks became nothing, but red marks on his chest. Brock came back in, and smirked. He could see that Logan had healed much more sufficiently this time.

"Interesting," he said with his black mask pulled up. "You've healed up well have ya?"

"Ready for the next round, bub."

"That's good, because I was thinking you were going ta die on me last time," Brock said as he pulled his mask down letting Logan see the crossbones design on the face of it. "Nap time's ovah."

"Come and get it!" said Logan.

Brock came towards Logan, and drove the knife in his hand into Logan's sternum. Logan screamed, and pried his hand loose. The flash of the dim light caught Brock's eyes before he caught Logan's claws across the face. Logan cut himself loose, and let out an animalistic growl. The knife seemed no more than a nuisance to him now. Brock pulled his retractable cattle prod from his jacket vest, and after tossing aside his mask – he pointed at Logan.

"You're DEAD little man!"

Logan leaped after Brock said that, his right hand's claws coming to bare down on him, but Brock blocked it with the cattle prod which was made of a similarly durable metal. But what Brock didn't expect was Logan kneeing him in the gut, which caused him to bend over in an attempt to suck in air, and looping his left arm around his neck while he was vulnerable like that. A guard came rushing in, and Logan pulled the knife from his sternum, turned, and threw it into the guard's head killing him instantly.

With his head down, and Logan's arm firmly locked around it, not to mention his inability to take in a breath, Brock dropped the cattle prod, and eventually passed out. At which point Logan let go, and left his cell.

-x-

Professor Xavier walked into the cerebro chamber, and took a seat as the psychic amplifier lowered until it came to rest on his head.. He pressed a few buttons, which activated the chamber, and he instantly became in contact with every mutant on the planet. Their numbers were less than the humans, but a holographic image projected in the midst of the larger display showed the number of mutants growing at a fixed rate per decade. With a tight focus, Professor Xavier reached out, searching for Logan's mind. Sifting through the various psionic signatures of every mutant until he found Logan's location, and Tessa who was monitoring his process got a fix on the coordinates, and location. She then switched on the call button to assemble the X-Men.

-x-

Logan traveled several corridors trying to find his way, but so far he wasn't having much luck. It seemed the whole place had the same smell – the smell of people, and little else. Oh, he could smell food, and other minor things. But, nothing that could help him discern his location nor where he was going. As he came to a dead end, he popped his claws, and was going to cut his way through when some one called out to him:

"Hey Jimmy," said the mental voice that brought an inkling of fear into Logan. "Remember me."

He turned around, his eyes widened as he saw the Red Skull. His claws retracted and he was literally stunned. He couldn't form the words to express his thoughts, and confusion.

"What?" said the Red Skull, as he walked forward. "You don't remember Johann Schmidt, the boy you were sent to MURDER!"

"It was a long time ago," said Logan, his face paled as he leaned back against the wall. "You were a danger to everyone including yourself."

"What of my family?" said the Red Skull. "WHAT OF THEM?"

Logan closed his eyes now feeling old emotions rising forth as he remembered that day. The image of a fire and a boy with his face cut off and left to watch as he butchered the boy's parents. Back then he cared for nothing else, but himself. Because his whole life had been one continuing nightmare, a prolonged agony of losing friends while he barely aged at all. Those days brought about some of his worst reminders of his life before Yukio, and his life since then.

"I don't spend a day not regrettin' what I did, but it had to be done."

Red Skull's eyes glowed. "Really, and so you must understand why I must do what I have to do."

The voice stopped inside of Logan's head, and suddenly he was brought to his knees with intense pain. His nose and eyes began to bleed as his mind felt like it was on fire. Suddenly, as Logan fell to his knees, and then leaned over with his forehead pressed to the cold floor – an explosion shook the entire area. Red Skull ceased his attack, and looked up.

"Ah, the proverbial cavalry..."

-x-

A crimson beam smashed through the hull of the air ship, and Jean reached out with her telekinesis to keep it pressurized while Iceman provided them away over with his moisture manipulation abilities. Once inside with Jean coming in last, Iceman froze the hole shut. And then Cyclops took the lead:

"Rogue, take Nightcrawler, and find Logan."

Nightcrawler grabbed his sister and they vanished.

"Iceman, get to the communications room and contact Colonel Fury – let him know we have an unauthorized airship in American airspace."

"Gotcha," said Iceman as he skated down the corridor on his ice.

"Jean," Cyclops started to say.

"You don't need to say it," Jean said with a smile. "And thanks, for the thought."

Cyclops smiled, and once some armed men entered the room he zapped them with an optic blast knocking them down and out.

"That gives us a breather."

Jean nodded, and expanded her telepathic probe until his she brushed up against a dark presence which sent such negative emotions into her she vomited. Cyclops came up beside her to check on her, worried for her condition.

-x-

Rogue slammed her heel into the armed soldier's throat, and then took a taste of his strength and skills. She grabbed his gun, and wounded the men trying to take aim at her brother while he teleported around in a flurry of motion disarming them.

"So much for men and their guns, hunh?"

"Yeah," she said while checking how much ammunition she had left. "We better move forward."

"Yes," he said running ahead on all fours.

She followed behind him.

-x-

Logan started to stand up when Red Skull looked down at him with his glowing orbs. A psychic bolt put him down, but not out. A second one psychic bolt made Logan motionless drool coming from his lips. The Red Skull walked away as the sounds of people coming were drawing closer. Once he was gone, Rogue came into the dead end with Nightcrawler, and they both crouched down beside him. Nightcrawler checked his pulse while Rogue caressed his face. She sent out a mental beacon for Jean, but when she didn't hear nothing – she forwarded her cry to the Professor who was on the stratojet.

-x-

Jean was wobbly on her feet, but Cyclops noticed she seemed coherent. He felt Professor Xavier enter his mind briefly, and implore him to gather his team and return to the stratojet. He picked up Jean in his arms, and whispered in her ear:

"Honey, I need you to call back the team – we are getting out of here."

She nodded, and placed a hand to her head. She then sensed Rogue's distress.

"Logan – something is wrong with him and Rogue is panicking."

"Tell Iceman to gather Rogue, Logan, and Nightcrawler, now – we are _leaving_."

She nodded again, and after getting the conformation Iceman, she leaned against Cyclops chest.

"Always the dashing hero, eh?"

"Only for my girlfriend."

She smiled.

-x-

The stratojet cleared the airship as the incoming SHIELD teams arrived. On-board , in the small medical bay behind the seats for the team, Professor Xavier reached into Logan's mind to see what was the matter having discerned he was physically fine.

Rogue sat beside Logan, holding his hand. A tear flowed down her cheek. Nightcrawler placed a hand on her shoulder as he stood behind her. Professor Xavier flinched suddenly and looked up at Rogue, a concerned look on his face.

"His mind...I can't find it..."

_NEXT ISSUE: They call it – The Destroyer!_


	5. Chapter 5: They Call It, The Destroyer!

Ultimate Genesis X-Men #5

"They call it – the Destroyer!"

Written By Mick Edwards

**RECAP: **_Professor Charles Xavier, General Nicholas Fury, and Special Agent Logan of SHIELD heralded the drafting of several of Xavier's students into a project called X-MEN. Its mission is to protect the American front from global terrorist factions including mutant supremacist based terrorism. In their first mission, they stopped a ship full of terrorists from depositing their contents, but what was inside is unknown. Rogue had touched the Captain, and gained a glimpse of the man who was behind the whole scheme...the Red Skull. A rescue attempt led to the recovery of Agent Logan, but his mind was found to be lost due to the Red Skull's psychic powers._

Professor Xavier sat in front of the medical bed that Logan lie on, his hands on Logan's temple. Scanning for the faintest hint of Logan's mind. He could find none. It had been like that for the past two weeks since they had recovered Logan. Anna would spend nights beside his bed while the others slept. Watching him in his catatonia, and thinking of the lessons he gave her in combat. His words of encouragement for when she felt down. One night, Anna developed a theory on how to discover what happened to Logan's mind. She touched him, absorbing just a glimmer of his energies. She could see him in what only could be describe as hell. Fighting all of those he killed during his long life. A location popped into her mind, she ran to her brother's room. Woke him up with the news.

"Kurt, wake up sugar!" she said.

Kurt leaned up his bed, rubbed his pupil-less eyes with his hand. "Was is it?"

Anna put a finger to her mouth: "Shush, I know where Logan is."

"Where?"

"Get ready, you and me are goin' pull a little rescue op!"

Anna strolled off to get showered, dressed. Kurt rubbed his hair, yawned, and did the same. Tessa watched the monitors with piqued curiosity. She already wore her X-Men uniform. Kurt and Anna began to climb aboard the stratojet, Kurt's hand was on his growling stomach when they saw Tessa already inside. She had an in flight meal prepared for them.

"Neither of you have clearance to fly this plane, nor did you think to eat to keep your strength up."

Anna and Kurt smiled.

"Some one has to play den mother," said Tessa. She smiled afterword.

Tessa got into the cockpit, Kurt and Anna sat down to eat. With camouflage activated, the stratojet took off.

Logan wandered his eternal hell fighting off everyone that ever fell before him. He was in the heat of a berserker rage, his claws slicing through flesh, blood splashing his face, chest, and arms. He was out-numbered vastly. His healing factor was hampered, but he fought on despite this. Sensing Anna's presence briefly, Logan knew help was coming. His instincts went from blood lust to survival. He kept his pursuers at bay, because now he had to fight to wake up – to save Anna.

Red Skull sat in his headquarters in the Swiss alps. His hands steepled in front of him. Master Man knelt before his master.

"Red Skull, I bring urgent news, yes."

"What is it?" asked Red Skull.

"The X-Men's craft was spotted heading this way."

Red Skull's glowing orbs pulsated. "Good, you and Warrior Woman prepare a proper greeting."

Professor Xavier came into the medical bay where he found Logan's body gone. He looked around before searching for his vital signs with the monitoring equipment from the nearby console. He discovered Logan was nowhere in the mansion. Professor Xavier could not psionically sense Tessa, Anna, or Kurt in the mansion either.

"_X-Men, we have an emergency!_"

Scott roused immediately and woke up Jean. Both got dressed, as they headed toward the war room. Robert was the first one there. Scott and Jean took their seats noticing that Professor Xavier was disturbed.

"What's a matter, Professor?" asked Scott.

"Logan, Tessa, Anna, and Kurt are missing..."

"You don't think..." began Jean.

"I'm not sure what to think," said Professor Xavier. "If they have gone on some fool hardy mission to rescue Logan's mind, I cannot tell where they went _psioniaclly_, but I do know where they because of the tracking device in the stratojet."

"Let's go then," said Scott.

Master Man and Warrior Woman awaited outside. Their eyes scanning the skies. In the distance, the stratojet could be seen. Master Man smiled, levitated off the ground, and flew toward it. Warrior Woman followed close behind. Aboard the stratojet, Tessa saw the two blimps on the radar. She turned to look at Anna who watched over Logan while Kurt napped to get up his full strength.

"We have two projectiles heading this," said Tessa. "I believe they are alive."

"Does the SPD have lock on who they are?" asked Anna.

(*SPD – Super Power Database)

"No, but it does register them as class six."

"Open the bay door," said Anna. She walked to the back saying not another word. Tessa started to wonder what Anna planned, and ran through the possibilities. She opened the bay door, Anna jumped out, as Tessa pulled up. Anna landed right on Master Man and began leeching his powers.

"Was are you doing?" asked Master Man.

Warrior Woman socked Anna forcing her to lose her grip. Filled with a good chunk of Master Man's power, she levitated in the air. A smirk on her face.

"All right sweet hearts," she said with a dry tone. "Which one of you goes first?"

Scott, Jean, and Robert followed along inside the Red Hare. The second craft the Xavier estate possessed. Scott was piloting. Jean used the portable cerebro unit aboard to help her search for Anna, Logan, Kurt, or even Tessa's psionic signatures.

"Anything yet, Jean?" asked Robert.

"No," she said.

Scott glanced at the tracking beacon. "According to the beacon, we are on the right trail."

"Maybe, but I should be sensing their presence unless some one is blocking me."

"Any idea who?"

"No, Bobby."

"This isn't good," said Scott. "We are heading into international airspace, so I have engaged cloaking."

"How long until we catch up?" inquired Robert.

"Twenty-five minutes."

"Good, maybe Anna, Kurt, and Tessa have left us some fun!"

Scott shook his head, a smile played on his lips.

Logan gripped with the younger version of Johann Schmidt, the boy whose family he killed a long, long time ago. Johann tried to keep Logan captive, but found that Logan's feral mind was unlike any other. He could not contain him despite his vaunted telepathic power. Logan woke up inside the stratojet, he leaned up seeing Warrior Woman grappling with Anna. They had fought their way inside the plane, and it was on a direct crash course with the ground.

He turned seeing Kurt unconscious, moved over to him and shook him. "Kid, wake up!"

"Eh?"

"We gotta bail, get Tessa out of here!"

"Yes, but what of Anna?"

"She'll be fine, so will I – just go."

Kurt vanished, appeared beside Tessa. She tried vainly to pull the stratojet up from its nose dive. She look at Kurt, then took his offered hand. They vanished. Logan jumped on Warrior Woman's back after she knocked Anna back out the bay door. Anna tried to stay a float, but the power she absorbed from Master Man began to ebb. Logan's claws pierced Warrior Woman's back, the adamantium unyielding against her tough skin. He rode her out of the plane in a free fall. They quickly caught up with Anna since Warrior Woman was unconscious from blood loss.

"C'mere," said Logan. "I think you could use a pick me up."

"Don't mind if I do," Anna said.

She touched Warrior Woman, stealing the super-soldier's powers. With her flight ability restored, she took both Warrior Woman, and Logan in her arms.

Kurt teleported aimlessly. He found himself and Tessa still miles within the air. Tessa calculated the impact at which they would hit the ground. She knew neither of them would survive. Anna flew in-between them.

"Grab on!" she said.

They did, a short while later they were on the ground. Logan rubbed his arms, popped his neck.

"Neither of you would happen my clothes would you?"

Anna, Kurt, and Tessa looked at each other, back at Logan, and shook their heads.

"Well, I guess I'll be walking around in my boxers."

The Red Skull focused his glowing orbs on Crossbones. "We have guests, do _entertain_ them."

"Right boss."

Crossbones put his crossbones mask over his scared face and walked out with a contingent of soldiers.

Logan and Tessa swept the area, her computer mind replaying the telemetry data compered with what Logan's senses could tell him. They double-backed to meet up with Anna and Kurt, Anna's stolen Warrior Woman powers having faded. She had her hands on her hips. A concerned look on her face regarding Logan.

"You okay?" she asked.

"Just peachy," he said.

"I believe there is a castle about 10 kilometers due west from here."

"I don't see anything, Tessa."

"I do, Kurt." Logan's eyes narrowed, he looked in the direction Tessa had said as if seeing something. "We have company."

"How many?"

"I think a whole contingent," said Logan. "Get Anna safe, these guys are packing weapons so I don't think they have any useful powers she can take."

"I'm not being left out, Logan!" She stamped her foot.

"You'll do what I said," Logan popped his claws. "Kurt, get her as far away from her as you can!"

"Yes," said Kurt.

He took his sister's arm, and vanished. Crossbones and his soldiers came into view aboard armored humvees. Tessa kept her hands at her side, analyzing the situation. Logan stood ready, his eyes never leaving Crossbones.

"Well, well, runt – we meet again."

"Yeah, and this time you are going back to your boss in a body bag."

"Try anythin' and my boys will cut down your friend."

Logan growled. "Too chicken to face me man to man!"

"You ain't no man, but no, I'm itching for a rematch."

"_Logan_"

"_Jean?_"

"_Yes, we are nearing your location and I have appraised Scott and Bobby of your status – keep Crossbones busy so we can ambush them._"

"This is going to be fun," said Logan.

Not far away Scott, Jean, and Robert landed beside where Kurt and Anna had escaped to. They disembarked and immediately Scott began barking orders.

"All right, Kurt transport Bobby and Anna to the enemies flank – you and Jean will disorient them."

"Mind if I borrow some of your strength, hon?" asked Anna sweetly.

"No problem, just don't leave me to weak to help."

"A boy like you, I bet you got plenty of energy." Anna kissed Robert taking enough energy to aid the others. Kurt then teleported the two behind the enemy flank. Crossbones was too busy engaged with Logan, using his cattle prod that was designed to give him an edge against the Red Skull's hated enemy. Jean used her telepathy to cause vertigo in the gunmen and drivers. Kurt teleported along taking their weapons while Anna and Robert bound then in ice prisons. When Kurt reappeared beside his sister and Robert. Tessa noticed a fluctuation in the air. She dove past them, tackling a stealth commando. Ripping his harness off after knocking him out. She took his gun and ammo clips. Kurt gave her a thumbs up.

Scott drew close from his sniper position, ready to intervene if Logan could not take down Crossbones. Crossbones head collided with Logan's adamantium skull not by desire, but through Logan thrusting his own head forward. The adamantium's unique ability to disperse force directed at it and its nearly invulnerable nature made it an asset. Crossbones fumbled backwards. Despite being a strong man, the blow caused him to collapse face first.

"Idiot," said Logan sheathing his claws.

"Hey," said Robert.

"Icepick," said Logan. "Bring any clothes?"

"Jean did," said Scott emerging from his hiding position.

Jean levitated down, lowering Logan's uniform. "Great, now everyone turn around."

Logan narrowed his eyes saying that. Anna, Robert, and Kurt stifled giggles. Tessa gathered enough armaments for herself. Jean used her telekinesis to move the driver and gunmen from one humvee so they could ride it to the castle. By that time Logan was wearing his uniform and got around to the driver side where Scott sat.

"I'm driving," said Scott.

"You ever drove in a combat situation?"

Scott's mouth opened, but nothing came out of it. He lowered his head and slid over as Logan took the seat and started it up. With all of them aboard the humvee, the drove toward the castle.

Red Skull awaited, behind and to the right of him stood a robot that would be Logan and his friends downfall. The Destroyer.

_NEXT ISSUE: THOSE THEY CANNOT DESTROY!_

_**Sorry for the long hiatus, been busy with real life among other things. Stay tuned for next issue!**_


	6. Chapter 6: Those they cannot destroy!

Ultimate Genesis X-Men #6

"Those they cannot destroy!"

Written By Mick Edwards

**RECAP: **_Professor Charles Xavier, General Nicholas Fury, and Special Agent Logan of SHIELD heralded the drafting of several of Xavier's students into a project called X-MEN. Its mission is to protect the American front from global terrorist factions including mutant supremacist based terrorism. In their first mission, they stopped a ship full of terrorists from depositing their contents, but what was inside is unknown. Rogue had touched the Captain, and gained a glimpse of the man who was behind the whole scheme...the Red Skull. A rescue attempt led to the recovery of Agent Logan, but his mind was found to be lost due to the Red Skull's psychic powers. Upon reconnecting with his body, Loagn helped Anna, Tessa, Kurt and the others defeat Crossbones and his goons. Currently, they charge the Red Skulls cloaked castle, hoping to learn answers about who the Red Skull really is while not knowing about Logan's past..._

Logan sat in silence during the whole drive. His mind flashing back toward the second World War. He closed his eyes, remembering standing over a young mutant child that aided the Nazi war effort by using his considerable psychic powers to gleam the allies intelligence plans. Logan was ordered to kill the boy. Logan remembered the bone claws protruding from between the knuckles of both hands. He feels the boy's blood splatter against his face, despite it being years ago. His horrible screams, and curses that he would have his revenge. The boy's hanging body tied to post with the flesh of his face badly cut away, leaving him in the worst way. A message to future dictators and enemies of freedom that would be remembered for a long time, Logan opened his eyes when he heard Anna call his name.

"Logan, you all right?"

"Yeah," he lied. "I'm fine."

Logan pulled over when he picked the scent of gun oil, and perspiration. He motioned for the others to get out of the humvee, and Jean established a psychic rapport with all. Tessa watched Logan tasting the air, making note of his incredible senses.

Logan popped his adamantium claws and in two swift movements skewered two of the Red Skulls henchmen that wore stealth suits. He retracted his claws, and signaled the others to follow.

"_That was pretty impressive," Anna projected through the rapport. "Just how good is your nose?"_

"_Good enough to know you're menstruating."_

Anna's face flushed with embarrassment, Kurt placed a hand on his sister's shoulder.

"_Ask stupid questions, sister, and you get made a fool."_

"_About that time? Robert teased through the rapport._

"_Shut up, Bobby, Kurt!"_

"_Do we really need this juvenile pandering?" Tessa sent through the rapport._

"_Tessa's right, that's enough," Scott sent through the rapport. "Logan take the lead, Tessa, I want you to disable the security system once we are inside, Kurt you will be back up."_

"_What about the rest of us?" Jean projected along the rapport._

"_Jean's our communications, she stays with me, Anna can go with Logan."_

"_I ain't baby sitting."_

"_She's your responsibility, Logan."_

Logan turned to Anna, he swiftly turned back around, and entered the compound through its cloaked entrance. The sound of grunts were heard, and five guards were flung out with claw marks all over them, bleeding profusely from each wound. Anna stepped into the entrance after running her hand along the air to find it. Jean connected them to what Logan saw so they would have an easier time. The experience was unlike anything they ever encountered. Logan saw colors that only could be surmised as energy patterns, he could see in the total darkness, and detect the presence of faint foot prints due to the impression they left. Even if such impressions were slight, and unnoticed by normal human eyes. Tessa marveled at all of this, cataloging everything Logan saw for future reference.

The team separated upon arriving at a junction that split into three directions. Logan sniffed, and he went straight for the center path. Anna followed him, wondering what scent he was following. Tessa projected a thought to Jean that was private. She looked at Tessa with a confused expression. Then complied after insistence, and the whole team could now experience the other senses Logan had.

He could feel the faint expression of the air that passed between the air ducts hundreds of feet above him, he could smell over several dozen scents including the teams and distinguish whom were armed and whom weren't. His senses were almost too distracting for the others to concentrate. Tessa bid Jean to scale it back, and she complied since she felt overwhelmed herself.

"_Is that how you always experience the world, Logan."_

Logan didn't project any response through the rapport. His mind focused elsewhere, he seemed to become more tense as he and Anna drew closer to whatever it was he sought.

He popped his claws, and Anna felt Jean scream a warning into her mind.

"_ANNA, GET OUT OF THERE!"_

Logan turned to the shadows in front of them, growling. He leaped in the air, his razor-lack adamantium claws shining in the dim light. A silver hand shot out and snatched him in mid-air. Anna screamed, she watched Logan being slammed repeatedly into the floor like a broken doll, and tossed away like garbage. Anna ran over to him, checking him to see how serious his injuries were. He was completely out cold, but his healing factor worked rapidly on the damage done. She watched the flesh beaten off of his face grow back in place in awe.

The silver hand snatched Anna by the hair, lifting her off the ground. Fear itched on her face when seeing the thing that took out Logan. It was all silver with no face. A giant robot from what she can reckon and it was immensely strong. Anna saw her life flash before eyes. Out of her sight, a crimson beam impacted the robot's arm, causing it to drop Anna. She saw Scott, Robert, Jean heading toward her. Robert coated the robot in a sheet of ice, attempting to freeze it solid. The robot became very warm melting the ice before Robert could complete the process. Flying ice chunks smacked him in the head when the robot flexed its arms breaking free. Jean tried to pry the robot from the ground, but it was far too heavy to lift. She passed out from the effort. Scott kept pelting the robot with his optic blasts, but the robot waded through the blasts as if they were a mere annoyance. Anna shook Logan trying to waken him.

"Logan, we need you!"

Logan took in a deep breath, his lungs taking in air after his vital functions returned. He turned over and spat up blood. He looked up, seeing the robot holding Scott up and practically choking the life out him. Jean was out, so was Robert. Kurt leaped upon the robot's back. He tried to teleport it, but the robot's mass was astronomical. He could not move it with his powers. The robot grabbed Kurt and tossed him in the air. His feet caught on the wall to their right and he climbed up it to get a vantage point for another attack.

Tessa combed the corridors looking for the power source that powered the systems in the castle. She felt an alien presence trying to invade her mind, it was trying to overpower her sense of identity, to make her submit.

"_Submit, little one, no mind can resist the power of the Red Skull."_

"_Get out of MY HEAD!"_

The burst of power from Tessa's mind cast the Red Skull out, but not without her learning the location of the generator room. In his own private room, the Red Skull's vacant sockets pulsed with energy again. He looked down at his daughter Sydney.

"_Prepare our departure,"_ he projected in her mind. _"We must leave." _

Sydney bowed and left to make preparations. Logan charged at the robot, his claws raked against its back doing no damage. In that very instant, Logan realized that the robot would be hard to put down.

"It's made of adamantium!"cried out Logan. "My claws are no use against it."

Jean roused, she saw Scott in danger and lashed out with her telekinetic power. Her telekinetic power pried Scott loose and he fell onto his back. Kurt teleported down, grabbed Scott, and teleported a safe distance from the robot. Jean used her telepathy to wake up Robert. Anna felt helpless in the admist of all this, yet she charged at the robot not thinking of her own personal safety. She jumped on its back, trying to grab at something, anything to deal damage to it. Scott recovered his breath, and got to his feet. With Anna on its back, he couldn't fire upon it. Even worse. his power couldn't break adamantium. Adamantium was impervious to damage, Scott started to freeze with fear clutching at the back of his mind. He ran through ideas to beat the robot, each one quickly dismissed because of the robot's impenetrable hide.

He saw Robert getting to his feet. Robert was dizzy from the ice chunk smacking his head. Jean did her best to relieve the pain by tricking his brain into releasing endorphins. Robert's head cleared and he saw Anna at the robot's back, Logan's claws rammed into the joint between the arm and elbow of the robot. Trying to help her by disabling the arm, to prevent it from getting hold of her.

Robert clenched his teeth, concern for Anna flooding his mind. He poured all the power at his command at the robot's joints. Logan could feel the cold, his body shivered, his healing factor working rapidly to keep him from being frozen solid.

"_What is Robert doing?"_ Scott sent through the rapport.

"_He's pushing his powers beyond anything he has ever tried before, I can shield Anna from the intense cold, but Kurt has to get Logan free or he'll be frozen solid."_

Kurt teleported in, took hold of Logan's arm, and teleported away. Scott noticed when they teleported, a piece of the robot was taken, weakening its structural integrity. Scott sent a thought to Jean that she relayed to Robert.

"_Pour on the cold!"_

"_What about Anna?"_

"_Jean's got that covered, just trust me!"_

"_All right..."_

Jean yanked Anna off its back with her telekinesis while Robert cut loose. The robot, sections of the floor it stood on, and the very air dropped below freezing. Sweat dripped down from Robert's forehead and into his eyes. He collapsed, but he managed to overcompensate the robot's thermal warming system. Scott sent another thought to Jean. She created a telekinetic shield with an opening large enough for a full intensity, tightly focused optic blast. The frozen over adamantium shell shattered with its innards breaking apart on the floor.

Kurt sat on the floor, he looked exhausted. He had pushed his powers beyond its limits with no rest. The adamantium that had been stuck on Logan's claws lie discarded on the floor. He looked to Kurt and lay a hand on his shoulder.

"Good job, kid."

"Thanks," Kurt said. "I'm too tired to try that again."

Anna felt useless since she provided nothing in the battle, her expression sour. Robert came up behind her, cleared his throat.

"I'm sorry I teased you before."

Anna cocked an eye at him. "Yeah, and?"

"Well, I..."

Scott interrupted them by addressing the whole team, "Where's Tessa?"

Tessa made it to the generator room, she deactivated the security system, the power, and cloaking device. A smirk formed on her face, only to be replaced with abject horror when a detonation countdown showed up on a screen next to the generator. It began counting down from ten. Miles away, Xavier sat in a elevated chair of the cerebro chamber with the cerebro helmet on his bald head. He could see in his mind's eye his X-Men, he could also sense the horror emanating from Tessa. The picture of a bomb flashed before his mind's eye, his eyes snapped open with a panicked expression on his face.

"NO!"

_End of Chapter 6_

_Next, Chapter 7: From the Heart Of Fire._


	7. Chapter 7: From The Heart Of Fire

Ultimate Genesis X-Men Chapter Seven: From The Heart Of Fire

Written By Mick Edwards

**RECAP: **_Professor Charles Xavier, General Nicholas Fury, and Special Agent Logan of SHIELD heralded the drafting of several of Xavier's students into a project called X-MEN. Its mission is to protect the American front from global terrorist factions including mutant supremacist based terrorism. In their first mission, they stopped a ship full of terrorists from depositing their contents, but what was inside is unknown. Rogue had touched the Captain, and gained a glimpse of the man who was behind the whole scheme...the Red Skull. A rescue attempt led to the recovery of Agent Logan, but his mind was found to be lost due to the Red Skull's psychic powers. Upon reconnecting with his body, Logan helped Anna, Tessa, Kurt and the others defeat Crossbones and his goons. Currently, they charge the Red Skulls cloaked castle, hoping to learn answers about who the Red Skull really is while not knowing about Logan's past..._

_After narrowly defeating the seemingly unstoppable Destroyer robot, the X-Men were caught in a explosion, there fate unknown._

-X-

Professor Xavier shed tears, he could no longer sense his X-Men. He got out of the high chair that allowed him to use the Cerebro unit. Shaking, he nearly collapsed to the floor, sorrow on his face. A black military boot set down right next to him, Professor Xavier looked up seeing General Fury, smoking his trade mark cigar. He pulled the cigar out of his mouth, bent down beside Professor Xavier to talk.

"We need to talk, it's about Logan."

-X-

Logan put his hands onto the soft ground, he pushed himself up, hacking blood from his mouth. He could feel his healing factor mending his damaged organs and regrowing the tissue around his adamantium skeleton. It was so painful, he could barely keep conscious. Several hours seemed to pass by, he woke up again laying in his own blood. He sat up, his body fully healed. Using his superhuman senses, he searched for the others. His nose picked out a scent, it was Anna. Logan climbed to his feet, a bit wobbly, then steadied himself. He broke into a run using the scent to track her down. Snow was all around him, the scenery seemed familiar.

Logan stopped when he realized he was in Canada, his home. His sensitive ears picked up the sound of a feminine groan. He ran down a hill and found Anna on her face, she slowly stirred.

"You okay," he said with his gruff voice.

"Yeah," she said leaning up. "I don't think anythin' is broken."

Logan looked around after he made sure Anna was okay. "Do you know where the others are?"

"No." Anna grabbed her head. "It's all a blur."

Logan helped Anna to her feet, once she was steady, he let her stand on her on.

"I think we are in Canada."

"Bu-but how did we get here?"

Logan lowered his head: "I don't know."

-X-

Kurt lay on his back, he rose up with a head ache. The last thing he remembered was Sage screaming some kind of warning, her hands touched his face when she fell forward due to the explosions going off. Then...then he felt a surge of energy he had never known, he felt his power explode outwards, out of his control. He could see that they were no longer in Germany. It was only him, and Tessa that stood five feet from him. Her eyes darting back and forth taking in all that she could process.

"Where are we?" asked Kurt.

"Russia," said Tessa. "Moscow to be exact."

Kurt saw no buildings, no people. At first, he thought that Tessa had gone insane. The Russian sign near where they had been deposited proved otherwise.

"What does it say?" asked Kurt.

"Moscow, thirty kilometers."

"How did we get here?"

Tessa turned to Kurt, her hands on her hips. "I boosted your powers temporarily, it seems however that I gave them _too_ much of a boost."

"Where are the others?" asked Kurt.

"That, I do not know."

-X-

Scott, Jean, and Robert walked the desert, unsure of how they got there. Robert complained constantly about how hot it was. Jean continued to try and make psychic contact with the other X-Men and Xavier. She was having no luck.

"Anything?" asked Scott.

"No, I can't reach anyone, in fact I can't locate their presence or ours."

"Why?"

"I don't know, Bobby – it feels like some kind of psychic static."

Scott wiped the sweat from his brow, it would be a long, potentially fatal journey.

-X-

The mysterious figure watched the X-Men dazzled and confused by their situation. The figure wore a black and blue uniform with a high neck black color, matching black gloves and boots. On his chest were four triangles going up, left and right, and down. The mysterious figure sat on a chair, his hand elasticized and pressed a switch. Lights came on in another room, through a one way mirror he could see the twin brothers Bedlam attached to his machine amplifying their powers.

A heavy muscled, hard skinned figure came up behind the mysterious figure. His uniform much the same except for the lack of sleeves and black gloves. His movements sounded like a mountain being shook by an earthquake. The four triangles on his chest were going toward each other.

"Ya think they realize what's up?"

The mysterious figure drew back his elasticized hand. "No, not with the Bedlams blocking telepathic contact."

A slender female figure stood in the darkness behind the other two, her hands on her hips. "When do we get to have some fun?"

Her uniform matched the mysterious figure, the four triangles were all pointed up.

"Nah, let them soften up first, reach a panic." The final member of the four stood beside the female. His costume the same as the mysterious figure and the slender woman. The four triangles on his uniform all faced to the right.

"When we are ready, the X-Men will meet the Fear Foundation."

-X-

Logan and Anna walked in the cold, she shivered since she didn't have a healing factor like his which gave him adaptive environmental insulation. She at first thought that he had forget, but he motioned her to stop. Using his adamantium claws, he cut down a tree that only stood four feet high. He sliced it up to make fire wood. He chopped several trees of similar size, and using his claws against a rock he started a fire. Logan took hold of Anna, and placed her close to it once it was large enough.

She started to say something, but he left. She didn't know why until he came back a half an hour later with more wood and some fresh kills.

"W-we're going to eat that?" Anna asked.

"Only thing out here to eat," said Logan. He started to construct a temporary shelter until they could find a better means of shelter.

"Ugh..."

"Don't worry, I'm a good cook, lots of years of practice."

"Logan?"

He looked at her while constructing the shelter to help keep the cold wind off of her.

"How old are you exactly?"

"I was born in the late thirteenth century," Logan said after some silence. When I turned twenty-five, I seemed to stop showing much age."

"You look no older than mid to late thirties."

Logan smiled, "Thanks for that."

Silence passed between them for a long while until the shelter was complete, tied together by strips of nylon from Logan's uniform and animal hide on top of it to keep Anna warm. Logan was left with his torn pants and boots. He cooked the food, offered a bite to Anna, she was reluctant.

"I-I don't know..."

"You need to keep your strength up, darlin'."

She took a bite, it was not what she was used to, but given how hungry she was. Anna took all she could hold in her stomach. Logan ate as well. He killed plenty of animals to keep them fed. Among the hides, he seemed to have a bear hide. He fashioned it into a cloak using the remaining nylon strings from his uniform. Logan gave it to Anna, though she wanted to refuse, he insisted by giving her his usual grimace.

"Thanks, Logan."

Logan didn't reply, his eyes were closed, his middle and ring fingers pressed against his thumbs, his legs crossed while he meditated.

-X-

Kurt and Tessa fared better, she managed to get them a ride convincing the driver they were from a costume, fetish party, and their car broke down some miles back. He drove them into the city, using her analytical mind, she found them lodgings in a quaint hotel. Room service, a fresh shower, and some clothes, Tessa and Kurt lay on their beds. With nothing to do except rest until they could contact Professor Xavier and work a way to get home.

-X-

Scott, Jean, and Robert fared worse. They walked for some time in the heat, they could walk no further. Using his powers over moisture, Robert manipulated the sweat from their bodies to create a drizzle to cool them off. Scott opened his mouth, taking in the water, a smile formed on Robert's face.

"You do know that is our sweat, right?"

Scott didn't respond, he drank what he could get out of the drizzle. Jean had shielded them from too much sun exposure, but she started to weaken. She knew she could not go for much longer without real water, or food.

A sand runner came over two dunes in front of them. It was a highly adapted jeep capable of traveling deserts. On board was a blonde haired, blue eyed man. He got out of his sand runner, and brought them some canteens of water.

"What are you three doing out here?" he asked.

"Plane crashed a ways back," Scott lied with a straight face.

"That's a shame," said the blonde. "My name is Jonathan Storm, you can all call me Johnny."

Jean drank her canteen dry, so did Robert. Scott rationed his, unsure of what could happen next. He felt something was wrong about this Jonathan Storm person.

"Is there any shelter nearby?" asked Jean.

"Yeah," said Johnny. "Get aboard my sand runner, I have some food you guys can eat on the way."

Robert had already ran and climbed aboard the sand runner. Jean walked slowly with Johnny watching her hips sway. Scott stood up, he screwed the top back on his canteen.

"What's your game," said Scott quietly.

Johnny turned to him, a devious smile on his face. "Whatever do you mean?"

-X-

Tessa and Kurt awoke to a blonde haired, blue-eyed woman greeting them, she was all smiles. Kurt was strongly attracted to her.

"My name is Susan Storm," she said. "I was sent by associates of yours to pick you up."

Tessa narrowed her eyes, "What's the safe word?"

Susan rolled her eyes, and said with a grin. "Muhammad Ali."

Tessa relaxed, some what. She and Kurt followed her to the transport waiting. When they got inside, something hit them both hard from behind and they dropped on the floor of the transport unconscious.

-X-

Logan's eyes popped open, a familiar scent in the air. He growled at Anna.

"Get out of her, NOW!"

"Whu-why?"

Coming storming through the trees was an orange bricked, heavily muscled thing. Logan stood ready to halt its oncoming charge. Anna watched with pure fear.

End of Chapter Seven

_Next Chapter 8 "The Fear Foundation"_


	8. Chapter 8: The Fear Foundation

Ultimate Genesis X-Men Chapter Seven: From The Heart Of Fire

Written By Mick Edwards

**RECAP:**_Professor__Charles__Xavier,__General__Nicholas__Fury,__and__Special__Agent__Logan__of__SHIELD__heralded__the__drafting__of__several__of__Xavier's__students__into__a__project__called__X-MEN.__Its__mission__is__to__protect__the__American__front__from__global__terrorist__factions__including__mutant__supremacist__based__terrorism.__In__their__first__mission,__they__stopped__a__ship__full__of__terrorists__from__depositing__their__contents,__but__what__was__inside__is__unknown.__Rogue__had__touched__the__Captain,__and__gained__a__glimpse__of__the__man__who__was__behind__the__whole__scheme...the__Red__Skull.__A__rescue__attempt__led__to__the__recovery__of__Agent__Logan,__but__his__mind__was__found__to__be__lost__due__to__the__Red__Skull's__psychic__powers.__Upon__reconnecting__with__his__body,__Logan__helped__Anna,__Tessa,__Kurt__and__the__others__defeat__Crossbones__and__his__goons.__Currently,__they__charge__the__Red__Skulls__cloaked__castle,__hoping__to__learn__answers__about__who__the__Red__Skull__really__is__while__not__knowing__about__Logan's__past..._

_After__narrowly__defeating__the__seemingly__unstoppable__Destroyer__robot,__the__X-Men__were__caught__in__a__explosion,__their__fate__unknown._

The orange creature that emerged from the woods had no hair on any part of his body. His skin was solid and thick with the look of plated stone. His blue eyes had a tinge of madness in them, and he wore blue and black trunks with four triangles on the buckle. Ben Grimm, a name that he could no longer associate himself with. Just a hired gun, a heavily muscled hired gun.

Logan's claws gleamed in the brief light. Anna knew she had nothing except her absorption ability to bare and the training she had. Logan didn't allow this Thing to say a word before he slashed the monster across the face. The sound like metal scraping against rock. This Thing only had small knicks on his face, he saw red and punched Logan so hard he flew across the sky and crashed in a heap in the snow. Anna stared wide eyed at what stood in front of her. This panic let her control of her mutant powers slip. Once the Thing made contact she took half his strength, her costume expanded to handle the extra mass. Anna slugged the creature back, sharing his anger and briefly losing control of herself.

-X-

Tessa was the first to wake. She had an IV in her arm, so did Kurt. Across from them were Scott, Jean, and Robert. Tessa applied the right amount of pressure to break the leather bonds holding her down, bruising her wrists doing it. Tessa released her feet and helped Jean first. Knowing they would need her psychic powers versus Scott's brute power and Robert's moisture control.

It took a couple of slaps to wake Jean up. Jean blinked her eyes, releasing herself with her psychic strength.

"Tessa, what is going on?"

"Just free Scott and Robert, and you can read my mind for the details."

-X-

The more Ben slugged Anna, the more human he became until he passed out from the rate of contact. Anna looked at her hands, realizing what happened. She screamed. Logan woke up, nearly a half hour later. The impact had dislocated both his arms, crushed his lungs, and slammed his brain against the inside of his skull, pulping it. Anna found him and used her fading super strength to help Logan reset his arms. Logan followed her where Ben lie unconscious. Ben had regained some of his monstrous features, a slow process for sure. Anna said nothing since helping Logan. Logan didn't press her, fearing that whatever happened had scarred her.

"His name is Ben Grimm, he, Reed Richards, Susan Storm, and Jonathan Storm were apart of project called Gate. The idea was formed by Richards that by harnessing massive amounts of cosmic energy, Richards Gate device could tear a hole in the fabric of space and time. The device used a cosmic collider that separated the strongest radioactive particles from the weakest."

"The Gate turned them into four mutated humans, and twisted Richards, and the Storm siblings minds. Ben here lost most of his intelligence. To fund Richards twisted research, they became guns for hire known as the Fear Foundation."

"If Ben is here, some one must have hired them to come after us."

-X-

Long dark hair, emerald green eyes, a golden cane in his hand. Loki Goleman watched the Avengers, particularly his brother as they battled the illusions that Loki conjured with his own alien weapon. They were far more formidable than he originally believed. Particularly Iron Man and his high-tech armor.

"You have allied yourself with strong friends brother, but our reckoning will come."

-X-

Scott followed Robert, Jean, Tessa, and Kurt. Guided by Jean's telepathic assistance. They came upon a room holding two brothers that were wired into a machine that crackled with purple energy.

"These two are the source of the psychic static," said Jean.

"They've been lobotomized, all except the part of the brain that engages the X-Gene and activates their powers," Said Tessa. "Some one did some remarkable work on this."

"How could you be so cold, Tessa?" Kurt said standing up close to the two mutilated boys. "They're lives have been robbed from them, they will never know a woman's kiss, or a tender embrace..."

"Right now, they stand in our way of contacting the Professor," said Scott. "Jean, point me at them."

"NO!, what is wrong with you Scott?" Jean turned Scott toward her. "We don't do things like that, we are supposed to help people!"

"If it means saving your life, Jean, I will do what is necessary." The others couldn't hear what Scott and Jean had said. They worked with Tessa to try and find a way out. Figuring they could send a SHIELD clean up crew to take care of this.

-X-

Logan and Anna kept walking until they followed Ben's trail to the ship he used to get there. Logan walked along the cockpit, examining it to see if he could fly it. Both of them got inside, with Logan fiddling with the controls until he was sure which did what. Taking off in the sky, he tried to hail the nearest SHIELD out post to get word back that he and Anna were alive.

-X-

Xavier looked over every file that General Fury laid down. All pictures of Logan going back centuries until one person that looked similar to Logan, but taller and bulkier. Xavier looked up at General Fury, he could sense Fury's thoughts and concerns. Steepling his hands, Xavier also knew why Fury brought this to him.

"You think this man with the beard, and noticeably taller than Logan maybe related."

"I thought you don't invade people's minds without permission?" asked General Fury. "Yes, I do and I think we need to find him."

"How?"

"You could use that overpriced mental radar..."

"General Fury, Cerebro cannot find someone based on a picture, and in fact neither can I. Cerebro does enhance my range, but to find this man, I have to be familiar with his psychic imprint which Cerebro catalogs for me."

"Shit," General Fury pulls out what looked like a cellphone and dialed a number. "I guess I will have to use other methods."

"You do that, meanwhile I have some business to attend to."

Xavier left the room concerned about his X-Men. He had not heard from them in two days. Now, he had to consider creating a new team from the veteran students in the program.

-X-

Logan and Anna had crossed into the United States, but they were not able to make it to New York because the ship started malfunctioning. So Logan landed the ship and they began hoofing. Logan put on the clothes contained with a hidden compartment. They were made of a unique material that conformed to Logan's body. Logan popped his claws, retracted them in a quick motion. He was shocked when the holes on the clothing closed.

"Could be useful."

"How are we gonna get home," said Anna in a low tone.

"I think we are in Montana, there is a SHIELD outpost near here. I've been to it and I know the way."

Anna nodded and walked ahead of Logan. Logan worried about Anna. Since she absorbed Ben's strength, she had become reclusive and quiet. Logan didn't know whether he should try to get her to talk about it, or let it go for Xavier or Tessa to deal with.

The most important thing at the moment was for them to get to the SHIELD outpost and then direct the extraction team to them.

-X-

Tessa managed to open the door that lead into a large observation room. Multiple screens cataloging events happening all over the world. A man with brown hair, aging gray temples sat in a orbiting chair with his back to them. His arms stretching across the room fiddling with instruments. Jean helped Scott into the room with Tessa, Kurt, and Robert watching their backs. Scott was thrown back by an invisible force. A blond haired woman appeared in the room, a dark smile on her face.

"Hello boys and girls," said Sue.

"I see our guests are awake, dear." Reed turned around. His face scarred with burn marks in the shape of stars. "Nice to meet you, X-Men."

"Pleasure is all yours, I'm sure." Tessa analyzed the field using her sense of touch so that her computer like mind could figure out a way to disable it. Jean read Sue's mind, knowing what she knew. Especially that Sue had no protection against her telepathic powers.

_Guys, get ready, I'm about to make our escape easy._

Scott opened his eyes on Jean's mark. His optic blasts pushing Sue's invisible force field to its limits. With Jean attacking Sue's mind. Reed took hold of a blaster that was handed to him by one of his robots. He aimed it at the X-Men, prepared to fire until Robert froze Reed solid taking him out of the fight. Kurt teleported behind Sue and caught her when she passed out from the stress caused to her force field.

Tessa ran over to Reed's computers and after a quick search through the database, she found a schematic for the Fear Foundation's headquarters.

"I found us a ride two floors straight down, we'll be home in no time."

"Sounds good to me," said Robert. "This whole adventure has tired me out."

"Da, I could use a rest myself."

"And Scott and I could use some me time," said Jean

-X-

Logan and Rogue found the SHIELD out post that existed off one of the high ways. Disguised as a gas station, they went downstairs and collected some food from storage. Afterwards, Logan made a call to SHIELD. Anna kept to herself. The memories of Ben floating in and out of her mind. He went through so much pain because of his transformation. Losing himself to radiation that damaged his brain yet made his body into a heavily muscled behemoth.

So concealed she was in her thoughts. She didn't notice the person sneaking up on her brandishing whips until it was too late. The voltage that went through her system caused her to pass out. Logan entered the room, hearing Anna's cry. The man with whips snapped them on the ground where they crackled with electricity.

"Looks like it's my lucky day, the famous Wolverine brought down by BLACKLASH!"

_To Be Continued._


	9. Chapter 9: Blacklash

Ultimate Genesis X-Men Chapter Nine: Blacklash

Written By Mick Edwards

**RECAP:**_Professor__Charles__Xavier,__General__Nicholas__Fury,__and__Special__Agent__Logan__of__SHIELD__heralded__the__drafting__of__several__of__Xavier's__students__into__a__project__called__X-MEN.__Its__mission__is__to__protect__the__American__front__from__global__terrorist__factions__including__mutant__supremacist__based__terrorism.__In__their__first__mission,__they__stopped__a__ship__full__of__terrorists__from__depositing__their__contents,__but__what__was__inside__is__unknown.__Rogue__had__touched__the__Captain,__and__gained__a__glimpse__of__the__man__who__was__behind__the__whole__scheme...the__Red__Skull.__A__rescue__attempt__led__to__the__recovery__of__Agent__Logan,__but__his__mind__was__found__to__be__lost__due__to__the__Red__Skull's__psychic__powers.__Upon__reconnecting__with__his__body,__Logan__helped__Anna,__Tessa,__Kurt__and__the__others__defeat__Crossbones__and__his__goons.__Currently,__they__charge__the__Red__Skulls__cloaked__castle,__hoping__to__learn__answers__about__who__the__Red__Skull__really__is__while__not__knowing__about__Logan's__past..._

_After__narrowly__defeating__the__seemingly__unstoppable__Destroyer__robot,__the__X-Men__were__caught__in__a__explosion,__their__fate__unknown.__Now__the__X-Men__are__divided__with__Wolverine__and__Anna__in__the__grip__of__Blacklash!_

_Blacklash__had__his__whips__tight__around__Logan's__throat,__sending__high__voltage__into__the__mutant's__body.__Anna__unconscious,__unable__to__help.__The__whips,__Logan__didn't__know__what__they__were__made__of,__maybe__carbonadium.__Blacklash__made__sure__he__was__behind__Logan,__not__allowing__any__counter__attack__to__be__made.__Logan__pulled__on__the__whips__around__his__throat,__trying__to__wrench__them__free.__No__good.__The__electric__shock__to__his__system__was__taking__its__toll.__Anna__woke__up,__a__lash__mark__on__her__face.__Seeing__Logan__being__electrocuted__scared__her__out__of__her__wits.__She__couldn't__let__Logan__down.__Carefully__planning__her__attack,__Anna__managed__to__make__contact__with__his__face.__Nothing__happened,__and__Blacklash__turned__his__attention__on__Anna.__Knocking__her__aside__with__his__fist,__letting__Logan__go.__Blacklash__believed__Logan__was__dead__and__Anna__could__soon__be__next._

_"__C'mere__little__girl,__I__owe__you__a__whippin'!__"_

_"__No,__stay__away__from__me,__I'm__warning__you!__"_

_"__You,__warn__me?__" __Blacklash__laughed.__His__whips__crackling__with__current.__ "__Honey,__there__is__no__one__here__to__save__you.__"_

_Blacklash__made__a__move__toward__her,__Anna__made__to__defend__herself__until__blood__hit__her__right__on__the__face.__Jutting__from__Blacklash's__chest__was__Logan's__claws.__ The bruises on his neck healed, and there was a wild look in Logan's eyes. Blacklash smiled, His whips took hold of Logan's ankle, pulling him into the air. The wounds on Blacklash healed, but not in a organic type of way. It appeared Blacklash was more machine than man. Making this fight a whole lot more dangerous._

_-X-_

Kurt, Bobby, Jean, Scott, and Tessa had been back at the mansion for a day. They had not heard from Anna or Logan. This made the team concerned. Professor Xavier used Cerebro try to track them down. For reasons unknown, Cerebro was unable to detect their mutant signatures. This left the team discussing what they should do next.

_"We need to find out where Anna and Logan are, since our encounter with the Fear Foundation, they have not turned up." Scott stood my by the unlit fire place. A bottle of water in hand. Jean sat next to him._

_"I agree, they are our teammates, family."_

_"I'm afraid you have a new mission my X-Men, that demands your immediate attention." Charles entered the room with a tablet that he sat on the coffee table. A projection showed a tall, heavily muscled man wearing orange armor with silver bands on his biceps, and a silver helmet on his head._

_"This is Cain Marko, my step-brother from my mother's second marriage. Cain is a mutant who can manipulate matter with in his own vicinity. Some how, he learned to use that power to make him a super strong, nearly unstoppable behemoth."_

_"You never mentioned a step-brother, Professor." Sage showed the rare emotion of surprise. Charles looked at Tessa, sensing she was hurt about not knowing more about her adoptive father's family._

_"I'm sorry, Tessa. I kept Cain a secret because he is an unrepentant mass murderer. He has killed thousands in his rampages, and destroyed millions of dollars in property. Every effort to subdue him has failed. No one knows how he learned to turn his power in on himself to make him so difficult to defeat."_

_"Then, what can we possibly do?" asked Kurt. He was perched on the edge of the couch where Tessa and Bobby sat._

_"There has to be a method that was over-looked," said Bobby _

_"There is, but...it is very risky."_

_Tessa tensed. Like she knew what her adoptive father would say. "You plan on shutting him down."_

_The others looked at Charles, with surprise and concern that he would go to battle with them._

_"I am hoping that my mental powers are strong enough to subdue him so that he can be placed where he will hurt no one else."_

_"If you are going to do this Professor, then we will need a solid plan of attack."_

_-X- _

_Stomping his way through armed resistance, Cain was enjoying himself. His blood lust insatiable. Every since he was a child, he enjoyed killing things cause he had no sympathy, no remorse. No emotional attachments to anyone or anything. He killed his own father when his mutant powers manifested. Nothing satisfied him more. Cain picked up a civilian attempting escape. It was a small child that he killed by pulling the boy apart._

_"Hahahahah!" Bullets just pinged off the mad man. His helmet was constructed of common steel, amplified by his own mutant powers and containing the early cerebro prototype Xavier built that instead of allowing him to isolate mutant minds from norms. Prevented psychic intrusions. Cain picked up a garbage truck that skidded in front of him and was ready to bring it down on the police. A crimson beam hit Cain in the chest forcing him back. Cain put the garbage truck in front of him, the crimson beam smashed straight through with the effect of knocking Cain on his back side._

___Continue the assault, Cyclops. Ice Man make sure Cain cannot gain____his bearings. Nightcrawler, teleport the civilians to satisfy. We have to contain the damage._

_-X- _

_The injuries took their toll on Logan. He started healing slower and slower. Got up less frequent. Blacklash continued the punishment. Anna felt helpless. Until she noticed a cabinet half opened with a blaster in it. Having never used a gun, Anna picked it up and fired it haphazardly. A corrosive spray nicked Blacklash's shoulder. The damage quickly moved up his arm making it inert._

_"YOU BITCH, what did you do!"_

_More of Blacklash's body succumbed to the corrosive, he fan from Logan's badly injured body. Disappearing in a dark pink flash. Anna came over to check on Logan. She had little idea how to help him. The sound of engines could be heard, with the silo above opening. A SHIELD rescue unit landed and Anna cried as they carried Logan onto the ship._

_-X- _

Cain pushed hard against the blizzard like conditions Bobby put him through. Using his mutant power to make himself stronger and more durable. The metal helmet of his cracked since it wasn't as close to his skin. Scott managed to get a shot shattering the helmet. Next began the battle of wills with Xavier bringing to bear all of his psychic power on Cain. The struggle for dominance between a psychopath and a man of peace. Like all battles between good and evil. Evil seemed hell bent on winning. Xavier started losing foot hold after foot old. Until he felt Jean in his mind, lending not only her strength, but that of Sage. Cain's progress halted, with his mind trapped in a four sided psionic cage that he may never escape from. Xavier collapsed from the effort with Jean and Sage tending to him.

-X-

Weeks went by. Logan had just gotten out of the CCU and placed in his own room at a SHIELD medical facility. His recovery slow, and worrisome for Anna. She spent nearly all of her time by his side. Hoping that he would wake up soon. He didn't. This scared Anna more than she had ever been in her life. The second time Logan had been in a coma like state. Crying herself to sleep.

Logan opened his eyes shortly after. His wounds began to heal faster until he could get out of the bed on his own and remove his bandages. Logan popped his neck and stretched his body. Seeing Anna in the chair, Logan felt guilty for making her worry. Logan had experienced many of times before that when his body took too much damage, his mind would shut down with his healing factor focused on stabilization and not rapid recovery. He didn't know why this happened, he didn't know what his body did or his mind. All he knew is that upon wakening, he would fully heal.

Logan felt cooped up in the room. Putting on a pair of gray shorts left in the clothing cabinet for patients to walk around in around the facility. He went outside, feeling the breeze. Better than being cooped up inside. All the different scents that made him feel alive. The moon light reminded Logan of nights past. When he would lay beside a lover, thinking this is it. It can't get any better. Each time ended in tragedy. One man stalked Logan his whole life. He only knew him by his first name. Victor

"Logan?"

Logan turn around, seeing Anna looking through the window at him. She rubbed her eyes thinking she might be dreaming. "Are you okay?"

"Yeah, never better kid."

"Come back inside, it's freezing out here."

Logan smiled. The cold weather didn't bother him in the slightest. His healing factor insulated him against extreme cold, and other harsh weather. "I'll be in shortly."

Anna nodded and went to the cots provided for family or guests.

-X-

"You failed Blacklash." The chill in the air made Blacklash's cybernetic stump seem like a lesser problem. "X is too dangerous to remain loose and under the purvey of SHIELD. When he should be under our thumb."

"I'm sorry, Master. I didn't expect..."

"Silence," said another voice. "We don't need any excuses. Return to the PIT your repairs and sleep cycle."

Blacklash didn't waste a moment getting out of the sight of his masters. The center of the floor opened and a single figure rose up from the secret elevator. He wore all black, a visor on his face, large angelic wings, big hands and feet. Stark blondish brown hair,

"Calvin, we have a job for you." Calvin smiled.

_To be continued_


End file.
